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Federal Trade Commission Proposes Settlement Agreement with Aspen Technologies Saturday, July 17, 2004 The Proposed Consent Decree to settle the proceedings brought against the Aspen Technologies (AspenTech) regarding its acquisition of Hyprotech, Ltd., has been accepted for public comment by the commissioners of the Federal Trade Commission (FTC). Final approval of the consent decree will be determined after a 30-day public comment period. The FTC announced the consent order requiring AspenTech to divest the overlapping assets it obtained through its $106.1 million 2002 acquisition of Hyprotech, Ltd., its closest competitor in developing and supplying process engineering simulation software. In August 2003, the Commission filed a complaint alleging that the acquisition was anticompetitive and seeking relief that would restore competition. The consent order, which addresses the Commission’s allegations, settles the charges and resolves the administrative court action, is subject to a 30-day public comment period. The main requirements of the order include AspenTech’s sale of the Hyprotech process engineering software and the AspenTech operator training software business to a buyer that obtains the Commission’s prior approval, and the sale of Hyprotech’s AXSYS integrated engineering software business to Bentley Systems, Inc. (Bentley), a technology firm that provides software for a variety of building, industrial, and civil engineering applications. “This consent order contains strong relief to restore competition in this market,” said Susan A. Creighton, Director of the FTC’s Bureau of Competition. “The fact that the parties to an anticompetitive transaction were not required to file a pre-merger notification form and have consummated their transaction does not imply that the Commission will turn a blind eye. Parties bear the burden of restoring the competition that their transactions eliminated.” “We are very pleased to obtain this initial acceptance of a settlement agreement that would resolve the proceeding and eliminate the ongoing uncertainty and associated legal expenses of this case, .” said David McQuillin, President and CEO of AspenTech. “Under the agreement, we would be able to continue to sell and develop our comprehensive offering of process industry software products, including key products we acquired with the acquisition of Hyprotech. We believe this settlement is on terms favorable to AspenTech, its customers and its shareholders, and we are eager to move forward to maintain our commitments to customers to provide consistently excellent products, services, support and new innovations.” The order will not become final until after the commissioners issue their final approval following the public comment period. AspenTech would then be allowed to complete a sale to an FTC-approved buyer within a 60-to-90 day timeframe, as set out in the Proposed Consent Decree. If AspenTech does not complete a transaction within the relevant time periods, then the FTC may appoint a trustee to carry out the process. “Regardless of the identity of the final buyer, AspenTech will continue to have full rights to all of our key engineering software products, .” said Mr. McQuillin. “This important settlement means that our customers will continue to benefit from the delivery of our products, and we will work hard to maintain the level of services, support, and product investment our customers have come to expect from AspenTech. .” For more information: FTC documents |